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Humor can be hard to pin down. It’s easy enough to say that 1988’s A Fish Called Wanda has great comedic timing, or great performances, or great writing. It’s even easier to give it the common, empty, subjective praise so many comedies get: “It’s really funny.” But plenty of comedies are funny. Why does Wanda work so well?

Explaining a joke generally ruins it, and dissecting a comedy feels like the exact same process. It’s difficult to say why a given piece of humor resonates with one person and not another, or to explain what makes a specific line memorable and quotable. Fortunately for Wanda fans, the people behind the film provided a handy analysis kit, in the form of 1997’s Fierce Creatures. The latter movie featured the same writer, many of the same crew members, three of the same producers, and the same principal cast, in completely different roles that nonetheless hit the exact same character notes. And yet everything that works in Wanda flops around in Creatures like a fish out of water.

Audiences certainly agreed with that assessment. A Fish Called Wanda was an $8 million movie that became a $100 million smash worldwide, won a Best Supporting Actor Oscar for Kevin Kline, and earned Best Director and Best Screenplay nominations for director Charles Crichton and co-writer John Cleese. Fierce Creatures, by contrast, was a $25 million follow-up that brought in $9 million. Wanda constantly turns up on critic- and user-generated lists of the best film comedies of all time. Fierce Creatures… doesn’t. But Creatures isn’t a wasted effort. Watching the two films back to back, it’s easy to see what doesn’t work in the later film—and to learn, by comparison, what does in the earlier one.

A Fish Called Wanda takes the time to introduce its characters.

Charles Crichton was a comedy legend who directed the first of the famed Ealing comedies (Hue And Cry), and followed it with other classics: The Titfield Thunderbolt, The Lavender Hill Mob, The Battle Of The Sexes. His direction mostly moves Wanda along briskly, jumping out of scenes before they have time to wind down, and keeping the screwball banter brisk and lively. But he leaves time at the opening for a comparatively leisurely look at each of the main players in their natural habitat. There’s British barrister Archie Leach (John Cleese) in court, resting his case. American con artist Wanda Gershwitz (Jamie Lee Curtis) walks out of a diamond exchange, stopping to take a picture with a camera concealed in her purse. American weapons expert Otto (Kevin Kline) naps over his Nietzsche (and another book that seems to be titled Ninja), and, upon being startled awake, first expertly shoots the alarm clock that woke him, then looks baffled and doofy. And then there’s gentle animal-lover Ken Pile (Michael Palin), feeding his fish and greeting the one he named after Wanda.

By the end of the opening-credits scene, viewers have a slight sense for four of the five leads: The stuffy upper-class Brit and the quiet lower-class one, a smart/competent American and a stupid/competent one. The fifth lead, George Thomason (a twist on the name of the actor who plays him, Tom Georgeson) declares himself the minute he walks through the door, all rigid spine, unblinking glower, and terse, growled syllables. By the time they start planning the heist that brought them together, barely five minutes have elapsed, and it’s already clear how tangled the situation is: George and Wanda are a couple, Otto and Wanda are also a couple and are lying about being siblings, Ken has a crush on Wanda, and Wanda’s playing them all against each other. The movie has a tension before the crimes even start.

Fierce Creatures stars four of the same leads. (Georgeson just has a cameo.) Cleese, who co-scripted again, this time with film critic and film documentarian Iain Johnstone, plays another stuffy Brit who learns to loosen up and rediscover his passion for life. Curtis plays another beaming, sexy schemer on the make. Kline plays another aggressive, Brit-hating, ugly-American alpha male who’s constantly trying to get into Curtis’ form-fitting pants. Only Palin switches up his roles: Ken is a nervous, withdrawn man with a bad stutter, while in Fierce Creatures, Palin plays arthopod specialist “Bugsy” Malone, a hyper-verbal aesthete who can’t seem to shut up.

But Fierce Creatures whisks into its story without establishing a rooting interest in the characters, or a sense of urgency. It’s clear from the beginning that mega-tycoon Rod McCain (Kline again, in thick old-face makeup, playing a character heavily and clumsily based on Rupert Murdoch) is a horrible bastard who keeps all his employees fearful and desperate to please—including his son Vince (Kline), as well as Rollo (Cleese) and new hire Willa Weston (Curtis), all of whom end up taking over and commercializing a small-time zoo together. But their situation isn’t as complicated as Wanda’s, and their characters aren’t either. They’re drawn more broadly, and without a narrative framework to focus viewers’ interests. Their takeover of the zoo is a broad, sitcom-worthy story that leads to a series of loose anecdotes among characters who barely seem tied together, and who barely seem like characters.

Wanda has a sense of stakes.

The lack of narrative framework comes from the story around those characters. Wanda centers on a heist, where the leads steal millions of dollars’ worth of diamonds, then double-cross each other to control them. George’s murderous glare and complete lack of a sense of humor (except late in the film, where he finds an old woman’s death hilarious) makes it clear how much is at stake: If he learns Wanda is two-timing him with Otto (and later, with Archie), he’ll probably kill everyone involved. And Wanda is playing a complicated game, stringing along him, Otto, Archie, and sometimes even Ken, all simultaneously, while she plans to escape with the diamonds on her own. The threat of violence—or, possibly even worse, just the idea of Wanda’s house of cards collapsing, leaving her lies embarrassingly exposed—hangs heavily over the movie.

Fierce Creatures, meanwhile, is about a bunch of relatively unlikeable people trying to keep their jobs working for a tremendously unlikeable man who runs a thoroughly evil empire. The worst things that seem likely to happen are that Rollo will lose his job and end up—as he says with a sigh—“on the scrap heap,” but it’s fairly clear that all the principal characters would be happier without the jobs they’re fighting to keep. There’s also the threat that a bunch of adorable zoo animals will be shot in order to maximize profits—but Creatures never seems grim enough to follow through on that suggestion. Whereas Wanda is willing to slaughter a trio of cute Yorkies for black comic effect, there’s no sense that Fierce Creatures is willing to go that far. It’s a slack story with a slower pace, nothing at risk that really matters, and significantly tamer humor. Where Wanda is driven by big, familiar emotions—Wanda’s greed, George’s wrath, Otto’s lust and jealousy, Archie’s loneliness and boredom—Creatures doesn’t have an authentic feeling to its name.

Part of Wanda’s daring—part of what makes it edgy and surprising—is its frankness about things that weren’t often played for laughs in the 1980s. Crichton and Cleese aren’t precious about sex; they’re entirely willing to throw their heroine Wanda into bed with anyone for fun, to let her use sex as a weapon or a game. But they’re just as ready to turn sex against her, by exposing how much her fetishes control her. Just hearing Archie talk in Italian is enough to get Wanda humping random objects in orgasmic excitement; even hearing Otto speak his broken-Italian faux-romantic nonsense (which includes lists of cheese, random food orders, and requests for directions to the Trevi Fountain) disarms her enough that she’s willing to put up with what looks like the worst sex in history. Wanda can be tender and meaningful about sex—Archie’s plaintive come-on to Wanda, when he promises he’s a good lover, or at least was long ago, is a shockingly sweet, sad moment in a movie that doesn’t take most of its emotions seriously. But Wanda is also rambunctious, silly, and at times a little erotic, as its characters get it on. It’s heavily implied that heartless, in-it-to-win-it Wanda falls for Archie first and foremost because of the promise of sexual bliss.

By comparison, Fierce Creatures revolves around a running joke where Willa falls for Rollo solely because she thinks he’s banging every girl on the zoo staff in a series of nonstop orgies. The setup involves Three’s Company-level misunderstandings, as Willa and Vince overhear Rollo saying unlikely things to the cute animals he’s rescued from the zoo (“Get off the bed!” “I don’t want you right now!” “Stop licking my—oh!”) and assume he’s talking to a bevy of sex partners. It’s hoary humor, and it’s also disappointingly safe. Sex is for adults; snickering about innuendo and far-fetched double meanings is for people who aren’t getting laid often enough. Creatures’ sniggering misunderstandings are pitched more at dirty-minded 13-year-olds than at grown-up moviegoers.

The films have a similar relative attitude toward violence: Wanda kills those dogs and their feeble but fierce old-lady owner, subjects Ken to torture and humiliation, and runs over Otto with a steamroller. Granted, that last winds up feeling like something out of a Warner Bros. cartoon when Otto survives, especially since roughly the same thing happened in Who Framed Roger Rabbit, which came out the same year. But it’s still more violence than anything in Creatures, which again, lacks a sense of commitment to its pretenses of violence. People in Creatures fake violence to manipulate each other. Rollo pretends to shoot and bury some zoo animals to keep his employees compliant and meek; they in return pretend they’ve been mauled by various zoo animals, in an attempt to prove the beasts are fierce enough to interest jaded zoo-goers. They’re so inured to their pretend violence that Rollo doesn’t recognize real blood when a zoogoer falls and scrapes her legs. Even when actual violence does happen at the climax of the film, it’s of the conventional “Ding dong, the witch is dead” variety, with a villain dispatched to enable a happy ending. Like the repeated “I think he’s at an orgy” gag, the sex-and-violence shtick in Creatures is largely about slack misunderstandings and artifice, which the audience is in on all along. There’s no sense that anything significant, serious, or subversive is going to happen.

Wanda has a sense of mystery—and a center.

One of the biggest differences between the films is how they each handle Curtis’ character. In Wanda, she’s at the center of every plot, playing the angles and coming up with new schemes on the fly. She’s smart and quick-witted, with an elaborate plan, but the ability to cope when it falls apart. She has agency, but she can also be swayed. She gives the audience a rooting interest in something happening onscreen: the twin questions of whether she can pull off her elaborate con to divest all three of her potentially dangerous partners of the diamonds, and whether the love of a good man can redeem her. And she keeps the audience guessing, given her willingness to turn on the people she seems to care about. Without that ridiculous title-card ending claiming that she and Archie “had 17 children and founded a leper colony,” there’d be no absolute certainty that she didn’t ditch him as soon as she and the diamonds hit the ground together.

Curtis plays Wanda with verve, and a rare mixture of kittenishness and ruthless intelligence. But in Creatures, both those elements are defanged. She gives Willa a similar sense of ruthlessness with a soft side underneath, especially once she has a close-up encounter with a gorilla that lets her see animals as something other than mobile, self-replicating financial liquidity. (“Oh, you made contact,” one of the zookeepers says knowingly, and all the other employees make little hums of agreement and approval, looking like a hippie cult congratulating a square who just came down after her first hit of acid.) But Willa doesn’t have any sort of nuanced plan, and she doesn’t have a character at all, beyond “girl Vince wants to screw who’d rather screw Rollo because she thinks everyone else is doing it.”

Which would be fine if Creatures nominated someone to replace her, someone with an equally complicated set of goals, and a similarly complicated path to follow—a dynamic character, in other words, one detailed enough to have an interesting journey to follow. Rollo doesn’t qualify; he puts up a front, but he’s soft-hearted from the start, and other character rapidly eclipse him. Bugsy is a bit player, and Vince is closer to a villain. And even their tight circle, which sets up all the important business in Wanda, is diluted by multitudinous ill-defined subsidiary characters in Creatures, which can’t find a central story amid the weak gags.

Finally, Wanda is funny.

It can be hard to pin down comedies. In this case, it isn’t quite as difficult as it usually is. Wanda is quotable, and full of the snappy, familiar, well-delivered lines Creatures is lacking. (“Ken, someone just called!” “It’s fish, innit?!” “Wake up, limey fish!” “You’re the vulgarian, you fuck!” “It’s K-K-Ken! C-c-coming to k-k-k-kill me! How you gonna c-c-c-catch me, K-K-Ken?” etc., ad infinitum.) The actors are committed—Kline’s energetically physical performance is particularly intrinsic to the movie—the direction is tight, the jokes are outrageous, and the characters are comedically exaggerated without completely losing track of how real people think and act. Cleese and Curtis in particular have never been better in feature films. And Creatures is none of these things.

But it is worth watching, because it’s a fascinating study in failure. In 1988, a group of people created an unexpected film phenomenon where every element fell together in the right place. Nearly a decade later, they got back together and tried to make it happen again. And it didn’t, for a variety of reasons: The script wasn’t right, the directors weren’t right, the actors had become different people. But arguably, it failed because it’s impossible to make lightning strike twice in the same spot. Wanda and Creatures are markedly different films, but the most damning thing about the latter is the way it suffers by comparison. The biggest problem may not have been the slack story, the unmemorable characters, or the immature humor. It may have been in creating a film that was guaranteed to be compared, unfavorably and uncharitably, to the classic it was aping. Cleese, marketing Fierce Creatures in 1997, repeatedly said it was “not a sequel, but an equal.” But why hamstring a film by holding it up to a predecessor that doesn’t have an equal?

Tomorrow, our look at A Fish Called Wanda continues with a staff forum on the film’s fantastic cast, its liberal take on lovemaking, and its surprisingly dark humor. And on Thursday, Mike D’Angelo discusses Wanda’s thoroughly British stereotypes about Americans.